8-K
Velo3D, Inc. (VELO)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May 1, 2023
Velo3D, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-39757 | 98-1556965 | ||||
|---|---|---|---|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | 511 Division Street | |||
| --- | --- | --- | ||||
| Campbell, | California | 95008 | ||||
| (Address of principal executive offices) | (Zip Code) |
(408) 610-3915
Registrant’s telephone number, including area code
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common stock, par value $0.00001 per share | VLD | New York Stock Exchange |
| Warrants to purchase one share of common stock, each at an exercise price of $11.50 per share | VLD WS | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On May 1, 2023, Velo3D, Inc. (“Velo3D, Inc” or the “Company”) issued a press release announcing its financial results for the three months ended March 31, 2023 (the "Press Release"). In the Press Release, the Company also announced that it would be holding a conference call on May 1, 2022 at 2:00p.m. Pacific Time to discuss its financial results for the three months ended March 31, 2023.
On May 1, 2023, the Company also published earnings presentation slides (the "Earnings Presentation") related to its financial results for the three months ended March 31, 2023 for use in investor discussions. Copies of the Press Release and Earnings Presentation are furnished as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K.
The information furnished with this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statement and Exhibits.
(d) Exhibits.
| Exhibit<br><br>Number | Description |
|---|---|
| 99.1 | Press Release, dated May 1, 2023, regarding the Registrant’s results for the quarter ended March 31, 2023 |
| 99.2 | Earnings Presentation, dated May 1, 2023 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Velo3D, Inc. | |||
|---|---|---|---|
| Date: | May 1, 2023 | By: | /s/ Benyamin Buller |
| Name: | Benyamin Buller | ||
| Title: | Chief Executive Officer |
Document
Exhibit 99.1
Velo3D Announces First Quarter 2023 Financial Results
Reiterates 2023 Guidance on Continued Strong Demand
•Q123 revenue of $27 million, 120% year over year increase
•Gross margin expansion to 11%, up from 6% in Q422
•Strong bookings of $20 million, up >30% sequentially
•Net cash flow improved from ($33) million to ($16) million, ahead of guidance
CAMPBELL, Calif., May 1, 2023 - Velo3D, Inc. (NYSE: VLD), a leading additive manufacturing technology company for mission-critical metal parts, today announced financial results for its fiscal first quarter ended March 31, 2023.
“We were pleased with our results as continued demand for our industry leading Sapphire platform, combined with strong manufacturing execution, enabled us to achieve our first quarter forecasts,” said Benny Buller, CEO of Velo3D. “Operationally, we continued to successfully ramp our Sapphire XC and Sapphire XC 1MZ production in order to meet the increasing demand from both new and existing customers for these systems. Importantly, we significantly improved our gross margin for the quarter as we are starting to see the initial benefits our recently implemented operational efficiency initiatives to reduce production costs and improve system manufacturing cycle times. Additionally, our operating expense reduction initiatives are on plan and we remain confident in meeting our goal of a 20% reduction in year over year fourth quarter Non-GAAP operating expenses. Overall, our first quarter success reflects the increasing acceptance of our technology as more customers turn to Velo3D to manufacture the critical, high value metal parts they need.”
“Looking forward, demand remains strong as bookings rose more than 30% sequentially to $20 million and our backlog now totals $24 million. With 75% of our second quarter revenue either booked, recurring or in backlog, we have increasing confidence in our ability to achieve revenue growth of more than 50% this year. Finally, we continue to successfully execute on our 2023 strategic priorities and our path to profitability remains clear. Given our first quarter results,
increasing demand for our leading technology and strong industry fundamentals, we remain confident in our ability to achieve our 2023 operational and financial goals,” concluded Buller.
| ($ in Millions, except percentages and per-share data) | 1st Quarter 2023 | 4th Quarter 2022 | 1st Quarter 2022 |
|---|---|---|---|
| GAAP revenue | $26.8 | $29.8 | $12.2 |
| GAAP gross margin | 10.9% | 5.9% | 0.1% |
| GAAP net income (loss)1 | ($36.2) | $22.6 | ($65.3) |
| GAAP net income (loss) per diluted share | ($0.19) | $0.11 | ($0.36) |
| Non-GAAP net loss2 | ($17.8) | ($16.4) | ($23.1) |
| Non-GAAP net loss per diluted share2 | ($0.09) | ($0.08) | ($0.13) |
| Cash and Investments | $64 | $80 | $186 |
Information about Velo3D’s use of non-GAAP information, including a reconciliation to U.S. GAAP, is provided at the end of this release.
1.Reconciliations to U.S. generally accepted accounting principles (GAAP) financial measures are presented below under “Non-GAAP Financial Information”.
2.Non-GAAP net loss and non-GAAP net loss per diluted share exclude stock-based compensation expense, and fair value adjustments for the Company’s warrants and earnout liabilities in the three months ended March 31, 2023, December 31, 2022 and March 31, 2022.
Summary of First Quarter 2023 results
Revenue for the first quarter was $26.8 million, an increase of 120% year over year. Compared to the first quarter of 2022, Year of Sale revenue1 improvement was driven by an increase in system volume and a higher average selling price due to a more favorable transaction mix. On a sequential basis, Year of Sale revenue declined primarily due to slightly lower system volume as the fourth quarter included shipments deferred from the third quarter, and a lower average selling price reflecting the absence of deferred payment transactions compared to the fourth quarter. Support service and recurring payment revenue rose 10% to $2.2 million compared to the first quarter of 2022, primarily due to an increase in the company’s installed base.
Gross margin for the first quarter was 10.9%, up approximately 500 basis points sequentially, as the company benefited from a sequential reduction in material costs and improved manufacturing efficiency. Labor and overhead costs for the first quarter were in line with forecasts and the company expects further improvement in its material costs through the end of 2023.
Operating expenses for the first quarter increased 14% to $27.0 million compared to $23.7 million in the fourth quarter of 2022. Fourth quarter operating expenses included $3.4 million of non-recurring expense reductions, primarily in research and development. On a comparable basis, excluding these non-recurring expenses, operating expenses were in line sequentially. Non-GAAP operating expenses, which excludes stock-based compensation expense of $6.2 million, was $20.8 million. Excluding the aforementioned $3.4 million non-recurring benefit from the fourth quarter, first quarter operating expenses declined approximately 5% sequentially.
Net loss for the quarter was $36.2 million and reflected a loss of $12.2 million on the fair value of warrants and contingent earnout liabilities. Non-GAAP net loss, which excludes, among other items, the gain on fair value of warrants and contingent earnout liabilities as well as stock-based compensation expense, was $17.8 million in the three months ended March 31, 2023. Adjusted EBITDA for the quarter, excluding the same metrics, was a loss of $16.0 million. For more information regarding the company’s non-GAAP financial measures, see “Non-GAAP Financial Information” below.
1 Year of sale revenue refers to revenue from all units shipped within the calendar year.
The company ended the quarter with a strong balance sheet with $64 million in cash and investments and minimal debt. Net cash flow for the quarter improved more than 50% sequentially and was ahead of guidance. The company expects sequential improvement in cash flow through the balance of the year while approaching break even in the fourth quarter of 2023.
Guidance
Given strong demand trends, current backlog and first quarter bookings, the company is confident in achieving its 2023 financial forecasts.
For the second quarter of 2023, the company expects the following:
•Revenue in the range of $25 million to $29 million
•Gross margin in the range of 12% to 16%, assuming no impact from potential non-recurring charges
•Bookings in the range of $23 million to $29 million
For the fiscal year 2023, the company’s guidance remains unchanged:
•Revenue in the range of $120 million to $130 million
•Gross margin in the range of 19% to 21%, assuming no impact from potential non-recurring charges – with gross margin of approximately 30% in the fourth quarter of 2023
•Bookings in the range of $100 million to $130 million
The company will host a conference call for investors this afternoon to discuss its first quarter 2023 at 2:00 p.m. Pacific Time. The call will be webcast and can be accessed from the Events page of the Investor Relations section of Velo3D’s website at https://ir.velo3d.com/.
About Velo3D:
Velo3D is a metal 3D printing technology company. 3D printing—also known as additive manufacturing (AM)—has a unique ability to improve the way high-value metal parts are built. However, legacy metal AM has been greatly limited in its capabilities since its invention almost 30 years ago. This has prevented the technology from being used to create the most valuable and impactful parts, restricting its use to specific niches where the limitations were acceptable.
Velo3D has overcome these limitations so engineers can design and print the parts they want. The company’s solution unlocks a wide breadth of design freedom and enables customers in space exploration, aviation, power generation, energy and semiconductor to innovate the future in their respective industries. Using Velo3D, these customers can now build mission-critical metal parts that were previously impossible to manufacture. The end-to-end solution includes the Flow™ print preparation software, the Sapphire® family of printers, and the Assure™ quality control system—all of which are powered by Velo3D’s Intelligent Fusion™ manufacturing process. The company delivered its first Sapphire® system in 2018 and has been a strategic partner to innovators such as SpaceX, Honeywell, Honda, Chromalloy, and Lam Research. Velo3D has been named to San Francisco Chronicle’s prestigious annual list of Top Workplaces in the Bay Area 2022. For more information, please visit velo3d.com, or follow the company on LinkedIn or Twitter.
VELO, VELO3D, SAPPHIRE and INTELLIGENT FUSION, are registered trademarks of Velo3D, Inc.; and WITHOUT COMPROMISE, FLOW and ASSURE are trademarks of Velo3D, Inc. All Rights Reserved © Velo3D, Inc.
Investor Relations:
Velo3D
Bob Okunski, VP Investor Relations
investors@velo3d.com
Media Contact:
Velo3D
Dan Sorensen, Senior Director of PR
dan.sorensen@velo3d.com
Amounts herein pertaining to March 31, 2023 represent a preliminary estimate as of the date of this earnings release and may be revised upon filing our Quarterly Report on Form 10-Q with the Securities and Exchange Commission (the “SEC”). More information on our results of operations for the three months ended March 31, 2023 will be provided upon filing our Quarterly Report on Form 10-Q with the SEC.
Forward-Looking Statements:
This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1996. The company’s actual results may differ from its expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect”, “estimate”, “project”, “budget”, “forecast”, “anticipate”, “intend”, “plan”, “may”, “will”, “could”, “should”, “believes”, “predicts”, “potential”, “continue”, and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the company’s guidance for the second quarter, fourth quarter and full year 2023 (including the company’s estimates for revenue, revenue growth, gross margin and bookings), the company’s expectations regarding its ability to achieve profitability, the company’s strategic priorities for 2023 (including the company’s plans and targets for revenue growth, gross margin improvement, non-GAAP operating expense reduction, operational and manufacturing efficiency improvements, material costs reduction and cash flow improvements), the company’s expectations regarding its liquidity and capital requirements, and the company’s other expectations, hopes, beliefs, intentions or strategies for the future. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. You should carefully consider the risks and uncertainties described in the “Risk Factors” section of the company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 (the “FY 2022 10-K”), which was filed by the company with the SEC on March 20, 2023 and the other documents filed by the company from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Most of these factors are outside the company’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the inability of the company to execute its business plan, which may be affected by, among other things, competition, the ability of the company to grow and manage growth profitably, maintain relationships with customers and suppliers and retain its key employees; (2) changes in the applicable laws or regulations; (3) the possibility that the company may be adversely affected by other economic, business, and/or competitive factors; (4) the impact of the global COVID-19 pandemic; and (5) other risks and uncertainties indicated from time to time described in the FY
2022 10-K, including those under “Risk Factors” therein, and in the company’s other filings with the SEC. The company cautions that the foregoing list of factors is not exclusive and not to place undue reliance upon any forward-looking statements, including projections, which speak only as of the date made. The company does not undertake or accept any obligation to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.
Non-GAAP Financial Information
The company uses non-GAAP financial measures to help it make strategic decisions, establish budgets and operational goals for managing its business, analyze its financial results and evaluate its performance. The company also believes that the presentation of these non-GAAP financial measures in this release provides an additional tool for investors to use in comparing the company’s core business and results of operations over multiple periods. However, the non-GAAP financial measures presented in this release may not be comparable to similarly titled measures reported by other companies due to differences in the way that these measures are calculated. The non-GAAP financial measures presented in this release should not be considered as the sole measure of the company’s performance and should not be considered in isolation from, or as a substitute for, comparable financial measures calculated in accordance with generally accepted accounting principles accepted in the United States (“GAAP”).
The information in the table below sets forth the non-GAAP financial measures that the company uses in this release. Because of the limitations associated with these non-GAAP financial measures, “Non-GAAP Net Loss”, “EBITDA”, “Adjusted EBITDA”, “Adjusted EBITDA excluding merger costs and loss on convertible note extinguishment” and “Non-GAAP Operating Expenses”, should not be considered in isolation or as a substitute for performance measures calculated in accordance with GAAP. The company compensates for these limitations by relying primarily on its GAAP results and using Non-GAAP Net Loss, EBITDA, Adjusted EBITDA, Adjusted EBITDA excluding merger costs and loss on convertible note extinguishment and Non-GAAP Operating Expenses on a supplemental basis. You should review the reconciliation of the non-GAAP financial measures below and not rely on any single financial measure to evaluate the company's business.
The following tables reconcile Net income (loss) to Non-GAAP Net Loss, EBITDA, and Adjusted EBITDA and Total Operating Expenses to Non-GAAP Operating Expenses during the three months ended March 31, 2023, December 31, 2022 and March 31, 2022:
Velo3D, Inc.
NON-GAAP Net Loss Reconciliation
(Unaudited)
| Three months ended | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| March 31, | December 31, | March 31, | ||||||||||
| 2023 | 2022 | 2022 | ||||||||||
| (In thousands, except share and per share data) | ||||||||||||
| % of Rev | % of Rev | % of Rev | ||||||||||
| Revenues | $ | 26,814 | 100 | % | $ | 29,780 | 100 | % | $ | 12,218 | 100 | % |
| Gross profit | 2,925 | 10.9 | % | 1,768 | 5.9 | % | 15 | 0.1 | % | |||
| Net income (loss) | $ | (36,198) | (135.0) | % | $ | 22,607 | 75.9 | % | $ | (65,341) | (534.8) | % |
| Stock-based compensation | 6,236 | 23.3 | % | 5,058 | 17.0 | % | 4,957 | 40.6 | % | |||
| (Gain) loss on fair value of warrants | 2,553 | 9.5 | % | (8,090) | (27.2) | % | 6,014 | 49.2 | % | |||
| (Gain) loss on fair value of contingent earnout liabilities | 9,653 | 36.0 | % | (35,963) | (120.8) | % | 31,232 | 255.6 | % | |||
| Non-GAAP Net loss | $ | (17,756) | (66.2) | % | $ | (16,388) | (55.0) | % | $ | (23,138) | (189.4) | % |
Velo3D, Inc.
NON-GAAP Adjusted EBITDA Reconciliation
(Unaudited)
| Three months ended | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| March 31, | December 31, | March 31, | ||||||||||
| 2023 | 2022 | 2022 | ||||||||||
| (In thousands) | ||||||||||||
| % of Rev | % of Rev | % of Rev | ||||||||||
| Revenues | $ | 26,814 | 100 | % | $ | 29,780 | 100 | % | $ | 12,218 | 100 | % |
| Net income (loss) | $ | (36,198) | (135.0) | % | $ | 22,607 | 75.9 | % | $ | (65,341) | (534.8) | % |
| Interest expense | 220 | 0.8 | % | 10 | — | % | 141 | 1.2 | % | |||
| Tax expense | — | — | % | — | — | % | — | — | % | |||
| Depreciation and amortization | 1,560 | 5.8 | % | 1,962 | 6.6 | % | 1,021 | 8.4 | % | |||
| EBITDA | (34,418) | (128.4) | % | 24,579 | 82.5 | % | (64,179) | (525.3) | % | |||
| Stock-based compensation | 6,236 | 23.3 | % | 5,058 | 17.0 | % | 4,957 | 40.6 | % | |||
| (Gain) loss on fair value of warrants | 2,553 | 9.5 | % | (8,090) | (27.2) | % | 6,014 | 49.2 | % | |||
| (Gain) loss on fair value of contingent earnout liabilities | 9,653 | 36.0 | % | (35,963) | (120.8) | % | 31,232 | 255.6 | % | |||
| Adjusted EBITDA | $ | (15,976) | (59.6) | % | $ | (14,416) | (48.4) | % | $ | (21,976) | (179.9) | % |
Velo3D, Inc.
NON-GAAP Adjusted Operating Expenses Reconciliation
(Unaudited)
| Three months ended | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| March 31, | December 31, | March 31, | ||||||||||
| 2023 | 2022 | 2022 | ||||||||||
| (In thousands) | ||||||||||||
| % of Rev | % of Rev | % of Rev | ||||||||||
| Revenues | $ | 26,814 | 100 | % | $ | 29,780 | 100 | % | $ | 12,218 | 100 | % |
| Operating expenses | ||||||||||||
| Research and development | 10,547 | 39.3 | % | 7,828 | 26.3 | % | 12,915 | 105.7 | % | |||
| Selling and marketing | 6,174 | 23.0 | % | 6,043 | 20.3 | % | 5,983 | 49.0 | % | |||
| General and administrative | 10,327 | 38.5 | % | 9,791 | 32.9 | % | 9,290 | 76.0 | % | |||
| Total operating expenses | 27,048 | 100.9 | % | 23,662 | 79.5 | % | 28,188 | 230.7 | % | |||
| Stock-based compensation | 6,236 | 23.3 | % | 5,058 | 17.0 | % | 4,957 | 40.6 | % | |||
| Adjusted operating expenses | $ | 20,812 | 77.6 | % | $ | 18,604 | 62.5 | % | $ | 23,231 | 190.1 | % |
Velo3D, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(Unaudited)
(In thousands, except share and per share data)
| Three Months Ended | ||||||
|---|---|---|---|---|---|---|
| March 31, | December 31, | March 31, | ||||
| 2023 | 2022 | 2022 | ||||
| Revenue | ||||||
| 3D Printer | $ | 24,575 | $ | 27,010 | $ | 10,184 |
| Recurring payment | 575 | 1,119 | 925 | |||
| Support services | 1,664 | 1,651 | 1,109 | |||
| Total Revenue | 26,814 | 29,780 | 12,218 | |||
| Cost of revenue | ||||||
| 3D Printer | 21,974 | 25,567 | 10,479 | |||
| Recurring payment | 447 | 553 | 718 | |||
| Support services | 1,468 | 1,892 | 1,006 | |||
| Total cost of revenue | 23,889 | 28,012 | 12,203 | |||
| Gross profit | 2,925 | 1,768 | 15 | |||
| Operating expenses | ||||||
| Research and development | 10,547 | 7,828 | 12,915 | |||
| Selling and marketing | 6,174 | 6,043 | 5,983 | |||
| General and administrative | 10,327 | 9,791 | 9,290 | |||
| Total operating expenses | 27,048 | 23,662 | 28,188 | |||
| Loss from operations | (24,123) | (21,894) | (28,173) | |||
| Interest expense | (220) | (10) | (141) | |||
| Gain (loss) on fair value of warrants | (2,553) | 8,090 | (6,014) | |||
| Gain (loss) on fair value of contingent earnout liabilities | (9,653) | 35,963 | (31,232) | |||
| Other income, net | 351 | 458 | 219 | |||
| Income (loss) before provision for income taxes | (36,198) | 22,607 | (65,341) | |||
| Provision for income taxes | — | — | — | |||
| Net income (loss) | $ | (36,198) | $ | 22,607 | $ | (65,341) |
| Net income (loss) per share: | ||||||
| Basic | $ | (0.19) | $ | 0.12 | $ | (0.36) |
| Diluted | $ | (0.19) | $ | 0.11 | $ | (0.36) |
| Shares used in computing net income (loss) per share: | ||||||
| Basic | 189,609,021 | 186,491,083 | 183,498,082 | |||
| Diluted | 189,609,021 | 202,704,021 | 183,498,082 | |||
| Net income (loss) | $ | (36,198) | $ | 22,607 | $ | (65,341) |
| Net unrealized holding gain (loss) on available-for-sale investments | 288 | 298 | (594) | |||
| Other comprehensive income (loss) | $ | (35,910) | $ | 22,905 | $ | (65,935) |
Velo3D, Inc. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (In thousands, except share and per share data)
| March 31, | December 31, | |||
|---|---|---|---|---|
| 2023 | 2022 | |||
| Assets | ||||
| Current assets: | ||||
| Cash and cash equivalents | $ | 37,139 | $ | 31,983 |
| Short-term investments | 26,870 | 48,214 | ||
| Accounts receivable, net | 14,347 | 9,185 | ||
| Inventories | 73,937 | 71,202 | ||
| Contract assets | 8,056 | 6,805 | ||
| Prepaid expenses and other current assets | 4,575 | 5,533 | ||
| Total current assets | 164,924 | 172,922 | ||
| Property and equipment, net | 19,075 | 19,812 | ||
| Equipment on lease, net | 6,672 | 9,070 | ||
| Other assets | 23,055 | 23,310 | ||
| Total assets | $ | 213,726 | $ | 225,114 |
| Liabilities and Stockholders’ Equity | ||||
| Current liabilities: | ||||
| Accounts payable | $ | 10,584 | $ | 12,207 |
| Accrued expenses and other current liabilities | 13,805 | 15,877 | ||
| Debt – current portion | 2,729 | 2,775 | ||
| Contract liabilities | 10,611 | 15,194 | ||
| Total current liabilities | 37,729 | 46,053 | ||
| Long-term debt – less current portion | 9,756 | 5,422 | ||
| Contingent earnout liabilities | 27,067 | 17,414 | ||
| Warrant liabilities | 5,298 | 2,745 | ||
| Other noncurrent liabilities | 11,936 | 12,634 | ||
| Total liabilities | 91,786 | 84,268 | ||
| Commitments and contingencies | ||||
| Stockholders’ equity: | ||||
| Common stock, $0.00001 par value - 500,000,000 shares authorized at March 31, 2023 and December 31, 2022, 192,478,421 and 187,561,368 shares issued and outstanding as of March 31, 2023 and December 31, 2022, respectively | 2 | 2 | ||
| Additional paid-in capital | 378,532 | 361,528 | ||
| Accumulated other comprehensive loss | (549) | (837) | ||
| Accumulated deficit | (256,045) | (219,847) | ||
| Total stockholders’ equity | 121,940 | 140,846 | ||
| Total liabilities and stockholders’ equity | $ | 213,726 | $ | 225,114 |
Velo3D, Inc. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (In thousands)
| Three Months Ended | ||||
|---|---|---|---|---|
| March 31, | March 31, | |||
| 2023 | 2022 | |||
| Cash flows from operating activities | ||||
| Net loss | $ | (36,198) | $ | (65,341) |
| Adjustments to reconcile net loss to net cash used in operating activities | ||||
| Depreciation and amortization | 1,560 | 1,021 | ||
| Stock-based compensation | 6,236 | 4,957 | ||
| Loss on fair value of warrants | 2,553 | 6,014 | ||
| Loss on fair value of contingent earnout liabilities | 9,653 | 31,232 | ||
| Bad debt provision | (387) | — | ||
| Changes in assets and liabilities | ||||
| Accounts receivable | (4,775) | 2,582 | ||
| Inventories | (1,425) | (16,302) | ||
| Contract assets | (1,251) | (1,156) | ||
| Prepaid expenses and other current assets | 2,776 | 5,036 | ||
| Other assets | 247 | 842 | ||
| Accounts payable | (2,694) | 1,880 | ||
| Accrued expenses and other liabilities | (1,848) | 2,707 | ||
| Contract liabilities | (4,583) | (2,866) | ||
| Other noncurrent liabilities | (698) | (713) | ||
| Net cash used in operating activities | (30,834) | (30,107) | ||
| Cash flows from investing activities | ||||
| Purchase of property and equipment | (403) | (4,060) | ||
| Production of equipment for lease to customers | (135) | (1,707) | ||
| Purchases of available-for-sale investments | — | (66,942) | ||
| Proceeds from maturities of available-for-sale investments | 21,500 | — | ||
| Net cash provided by (used in) investing activities | 20,962 | (72,709) | ||
| Cash flows from financing activities | ||||
| Proceeds from ATM offering, net of issuance costs | 10,458 | — | ||
| Proceeds from revolver facility | 5,000 | — | ||
| Repayment of equipment loans | (734) | (534) | ||
| Issuance of common stock upon exercise of stock options | 310 | 167 | ||
| Net cash provided by (used in) provided by financing activities | 15,034 | (367) | ||
| Effect of exchange rate changes on cash and cash equivalents | (6) | 7 | ||
| Net change in cash and cash equivalents | 5,156 | (103,176) | ||
| Cash and cash equivalents and restricted cash at beginning of period | 32,783 | 208,402 | ||
| Cash and cash equivalents and restricted cash at end of period | $ | 37,939 | $ | 105,226 |
| Supplemental disclosure of cash flow information | ||||
| Cash paid for interest | $ | 220 | $ | 86 |
| Supplemental disclosure of non-cash information | ||||
| Unpaid liabilities related to property and equipment | (16) | (636) | ||
| Transfer between inventories and property and equipment | — | 150 |
The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets to the total of such amounts shown on the condensed consolidated statements of cash flows:
| Three Months Ended | ||||
|---|---|---|---|---|
| March 31, | March 31, | |||
| 2023 | 2022 | |||
| Cash and cash equivalents | $ | 37,139 | $ | 104,426 |
| Restricted cash (Other assets) | 800 | 800 | ||
| Total cash and cash equivalents, and restricted cash | $ | 37,939 | $ | 105,226 |
exh992-q123supplementale
First Quarter 2023 Supplemental Slides Without Compromise M a y 1 , 2 0 2 3
2 Disclaimer Forward Looking Statement This presentation includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1996. The company’s actual results may differ from its expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect”, “estimate”, “project”, “budget”, “forecast”, “anticipate”, “intend”, “plan”, “may”, “will”, “could”, “should”, “believes”, “predicts”, “potential”, “continue”, and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the company’s guidance for the second quarter, fourth quarter and full year 2023 (including the company’s estimates for revenue, revenue growth, gross margin and bookings), the company’s expectations regarding its ability to achieve profitability, the company’s plans to achieve operational efficiency, the company’s strategic priorities for 2023 (including the company’s ns and targets for revenue growth, gross margin improvement, non-GAAP operating expense reduction and cash flow improvements (including inventory reduction)), the company’s expectations regarding its liquidity and capital requirements, and the company’s other expectations, hopes, beliefs, intentions or strategies for the future. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. You should carefully consider the risks and uncertainties described in the “Risk Factors” section of the company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 (the “FY 2022 10-K”), which was filed by the company with the SEC on March 20, 2023 and the other documents filed by the company from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Most of these factors are outside the company’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the inability of the company to execute its business plan, which may be affected by, among other things, competition, the ability of the company to grow and manage growth profitably, maintain relationships with customers and suppliers and retain its key employees; (2) changes in the applicable laws or regulations; (3) the possibility that the company may be adversely affected by other economic, business, and/or competitive factors; (4) the impact of the global COVID-19 pandemic; and (5) other risks and uncertainties indicated from time to time described in the FY 2022 10- K, including those under “Risk Factors” therein, and in the company’s other filings with the SEC. The company cautions that the foregoing list of factors is not exclusive and not to place undue reliance upon any forward-looking statements, including projections, which speak only as of the date made. The company does not undertake or accept any obligation to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based. * Additional information on the use of Non-GAAP financial information, industry and market data and trademarks is included in the appendix of this presentation
3 Q123 Summary Technology leadership driving demand Q1 revenue of $27M - up 120% YoY Manufacturing execution Continued ramp to higher mix of Sapphire XC / 1MZ systems Efficiency improvement – leadership / training / process initiatives Bookings provides significant Q223 / FY 2023 visibility Q1 bookings of $20M – up >30% sequentially Executing on plan for profitability - GM / opex / cash Sequential GM improvement - 6% to 11% Sequential Non-GAAP operating expense improvement - $22M to $21M1 Sequential net cash flow improvement – ($33M) to ($16M)2 1. Non-GAAP operating expenses – excludes stock compensation expenses and fourth quarter non-recurring benefits – see appendix of presentation or GAAP to non-GAAP reconciliations 2. Includes proceeds from financing activities
4 High Visibility to Achieve Q2/FY23 Revenue Guidance Strong Q1 performance, 2023 recurring revenue, backlog drives 2023 visibility Q223 - 75% of forecasted revenue booked / recurring 2023 – >50% of forecasted revenue already recognized, recurring or booked Expanding pipeline de-risks bookings gap to meet 2023 revenue guidance Well positioned to achieve 2023 revenue of $120 - 130 million 1. Gap category reflects end of Q123 shippable backlog and recurring revenue net of 2023 recurring revenue recognized in Q123 2. Backlog / booked category reflects estimated revenue from backlog shippable in Q223 and FY 2023 respectively 0% 20% 40% 60% 80% 100% Q223 2023 Q123 Revenue Recurring Backlog / Booked Gap
5 Operational Efficiency Progress Manufacturing efficiency success Strengthened operations leadership team Manufacturing cycle time improvements - already showed impact in Q1 Reorganized factory floor to improve efficiency Certain supply chain initiatives now complete Benefitting from build out of supply chain team Improved purchasing / process planning - eliminates supply shortages Inventory / working capital improvements Seeing initial benefits of staggered delivery contracts Implemented tighter material and production planning processes Improved supply chain conditions allowing just in time delivery
Confidential & Proprietary | 6 2023 Strategic Priorities – Q123 Update Grow revenue by >50% Strong Q123 results reflect increasing customer demand Q123 bookings / backlog drive 2023 confidence Continuously improve gross margin - 30% in Q423 Strong Q123 GM – continued expansion in 2023 Will be driven by lower BoM / higher volume / increasing ASPs Reduce non-GAAP operating expenses by 20% through Q423 Reversed trend of sequential opex increase in 2022 5% sequential decline in Q123, expect similar rate of decrease through 2023 Significantly improving quarterly cash flow Driven by improving EBITDA Reduced investment in working capital driven by inventory reduction in 2H23
Confidential & Proprietary | 7 Bill McCombe CFO
8 Financial Summary 1. Reconciliations to U.S. generally accepted accounting principles (GAAP) financial measures are presented under “Non-GAAP Financial Information.” Non-GAAP Operating Expenses excludes stock- based compensation . Adjusted EBITDA excludes interest expense, tax expense, depreciation and amortization, stock-based compensation and fair value liabilities. Q1 23 Q4 22 Q1 22 Total Revenue $26.8 $29.8 $12.2 Year of Sale 24.6 27.0 10.2 Recurring Revenue 2.2 2.8 2.0 Cost of Goods Sold 23.9 28 12.2 Gross Profit 2.9 1.8 0.0 % Gross Margin 11% 6% 0% Total Operating Expenses 27.0 23.7 28.2 Non-GAAP Operating Expenses1 20.8 18.6 23.2 Adjusted EBITDA1 (16.0) (14.4) (22.0) Net Income (Loss) (36.2) 22.6 (65.3)
9 Q123 drivers Reduction in Bill of Material costs Improved manufacturing efficiency 2023 drivers Bill of Material cost reduction Volume - driving overhead cost absorption/labor efficiencies ASP improvement due to price increases and mix On plan to achieve Q423 target of 30% Gross Margin Expansion
10 Strong Balance Sheet Supports Growth Plan $80M $16M $3M $12M $1M $15M $64M Q4 2023 Cash Adj. EBITDA Inventory Other Working Capital CAPEX Financings Q1 2023 End Balance Sheet – March 31, 2023 ($M) Cash and Investments $64 Other Current Assets 101 Long Term Assets 49 Total Assets $214 Current Liabilities (less debt) 35 Total Debt 12 Long Term Liabilities 12 Earnout/Warrant Liability 32 Shareholders Equity 122 Total Liabilities and Equity $214
11 2023 Outlook Q2 2023 Guidance Revenue: $25 - $29M Gross margin: 12% - 16%* Bookings: $23 - $29M FY 2023 Guidance unchanged Revenue: $120 - $130M, up >50% YoY Gross margin: 19% - 21%* / 30% in Q423 Bookings: $100 - $130M Focus for 2023: improve profitability and cash flow * 2023 gross margin ranges assumes no impact from potential non-recurring charges
Confidential & Proprietary | 12 Q&A
Appendix + 1 ( 4 0 8 ) 6 1 0 - 3 9 1 5 info@velo3d.com 511 Division St. Campbell, CA 95008 13
14 Non-GAAP Reconciliation - Non-GAAP Operating Expenses (Unaudited)
15 Non-GAAP Reconciliation - Adjusted EBITDA (Unaudited)
16 Non-GAAP Reconciliation - Non-GAAP Net Loss (Unaudited)
17 Disclaimer Industry and Market Data In this presentation, the Company relies on and refers to publicly available information and statistics regarding the market in which the Company competes and other industry data. The Company obtained this information and statistics from third-party sources, including reports by market research firms and company filings. While the Company believes such third-party information is reliable, there can be no assurance as to the accuracy or completeness of the indicated information. The Company has not independently verified the information provided by third-party sources. Trademarks This presentation may contain trademarks, service marks, trade names and copyrights of other companies, which are the property of the respective owners. Solely for convenience, some of the trademarks, service marks, trade names and copyrights referred to in this presentation may be listed without the TM, SM, © or ® symbols, but the Company will assert, to the fullest extent under applicable law, the rights of the applicable owners, if any, to these trademarks, service marks, trade names and copyrights. Non-GAAP Financial Information The Company uses non-GAAP financial measures, such as Non-GAAP / Adjusted operating expenses, EBITDA, Adjusted EBITDA, Adjusted EBITDA excluding merger related transactional costs, loss on convertible note modification, and Non-GAAP net (loss), to help it make strategic decisions, establish budgets and operational goals for managing its business, analyze its financial results and evaluate its performance. The Company also believes that the presentation of these non-GAAP financial measures in this presentation provides an additional tool for investors to use in comparing the Company’s core business and results of operations over multiple periods. However, the non-GAAP financial measures presented in this presentation may not be comparable to similarly titled measures reported by other companies due to differences in the way that these measures are calculated. The non-GAAP financial measures presented in this presentation should not be considered as the sole measure of the Company’s performance and should not be considered in isolation from, or as a substitute for, comparable financial measures calculated in accordance with generally accepted accounting principles accepted in the United States (“GAAP”). For reconciliations of these non-GAAP financial measures to the Company’s GAAP financial measures, see Appendix A to this presentation. You should review these reconciliations and not rely on any single financial measure to evaluate the Company business.
First Quarter 2023 Supplemental Slides Without Compromise M a y 1 , 2 0 2 3